Notice to shareholders: ascertainment of the redeemability requirement – shareholding update as at 31 October 2025
31/10/2025
Article 7 of the Articles of Association allows the majority shareholder to exercise the right to redeem shares owned by the other shareholders under certain conditions of prolonged inactivity – which are more precisely detailed in the said article – or if their shareholding falls to below the critical threshold specified by the Articles of Association in relation to what are termed the Aggregate Shares.
The shareholding composition as at 22 October 2025 was as follows:
At the same date, the Aggregate Shares, determined according to the criteria established in Article 7 of the Articles of Association, amounted to 100,235.
In order for the redeemability requirement to be fulfilled, the Aggregate Shares must be less than 99,000 in number.
Following the acquisitions by the majority shareholder Intesa Sanpaolo S.p.A. – completed starting 24 October 2025 and promptly communicated to the Company – of a total of 36,129 shares held by minority shareholders, the Aggregate Shares fell to 64,106 and on 31 October 2025, the Board of Directors of Intesa Sanpaolo Assicurazioni S.p.A. ascertained that the redeemability requirement had been met.
At the moment, therefore, the right of redemption can legitimately be exercised by the majority shareholder.
As a result of the above, the shareholding structure as of 31 October 2025 is as follows:
